Every Cover Song The Replacements Ever Released — Ranked!

We’ve been on quite the Replacements bender lately here at the “Rockin’ the Suburbs” podcast.

It all began with our week-long Replacements countdown, in which listeners and friends helped us determine the 15 best ‘Mats songs of all time.

But that wasn’t enough for us. Next, we took on the Herculean task of ranking every Replacements original song — all 134 of them. And if that wasn’t enough, we wiped the sweat off our brows, picked ourselves up off the floor and … went for ievery Replacements cover version that was officially released.

The Replacements loved a good cover song. They loved a bad cover song too. In fact, they laid more than three dozen covers to tape (including on the very limited-edition 1985 live cassette The Shit Hits the Fans). Here’s a ranking of those efforts, from tragic to triumphant.

Laugh and cry along with us as you relieve these inspired (or dumb) choices and make sure to disagree (or, agree!) in the comments.

Circa ’84-ish. L-R Bob Stinson, Tommy Stinson, Chris Mars, Paul Westerberg. (Photo: Twin/Tone Records Archive)

41. Like A Rolling Pin (All for Nothing/Nothing for All)
Just a bunch of Minnesota boys paying tribute to another native son with this altered version of “Like a Rolling Stone.” It exists on the wrong side of the silliness scale, but worth a listen. That’s “a” listen, to be clear.
 -Patrick Foster

40. Let it Be (The Shit Hits the Fans)
This song answers the musical question “can a cover be 11 seconds long?” with an emphatic answer: No. 
-Patrick Foster

39. Mirror Go Round (The Shit Hits the Fans) 
Only one member of the band knows this Mötley Crüe song. And not the whole song (or its proper title “Merry-Go-Round”), just the riff. Sort of. Next!
-Patrick Foster

38. Misty Mountain Hop/Heartbreaker (The Shit Hits the Fans)
The liner notes to Shit best describe this attempt at a Zeppelin medley: “People come to see us and what do we go and do? What we want – play covers, basically wing it and embarrass a lot of people in the process (a dunce cap never fit so well). For worse or for worser, it’s us, and without that stuff we’d die a dull death.”
-Patrick Foster

37. Lawdy Miss Clawdy (The Shit Hits the Fans) 
That feeling when you’ve had too many Hurricanes and that’s OK because your company sent you to New Orleans and it’s been a while since you had a decent puke. Lloyd Price might join you if he ever heard this version.
-Patrick Foster 

36. Iron Man (The Shit Hits the Fans)
Listening to this is like watching a video of Ozzy doing his laundry in 1975. And then: comedy!
-Patrick Foster 

35. Jumpin’ Jack Flash (The Shit Hits the Fans)
It sounds like someone falls into the bass amp about 30 seconds in and then the recording just cuts off altogether. No big loss. 
-Patrick Foster

The original cassette fold-out for Shit Hits the Fans, Recorded live at the Bowery, Oklahoma City, Oklahoma, 11.11.84. Released in a limited edition by Twin/Tone Records in January of 1985. According to a post on the Twin/Tone Records website, “We manufactured a limited edition of 10,000 copies and sold 9,276 (the balance were given away as promotional copies.) This project shipped and immediately went ‘out of print.'”

34. Fox on the Run (For Sale: Live at Maxwell’s 1986)
Four songs into this set, the band starts up this Sweet cover. Sweet! But Paul’s vocals are terribly out of tune and they abandon the whole thing a little over a minute in. Fortunately, the rest of this concert stayed on the rails.
-Jim Lenahan

33. Saturday Night Special (The Shit Hits the Fans)
This Lynyrd Skynyrd cover starts out strong but ends abruptly when Paul realizes he doesn’t know all the words. Bonus points for not trying to sing it in a southern accent.
-Thomas Nord

32. Can’t Get Enough of Your Love (The Shit Hits the Fans)
A classic Elton John tune that no one could really mess up. Until the ‘Mats did. They turned it into a Boz Scaggs jam. Which is … better?  Either way, the ‘Mats were Bad Company on this night. 
-Patrick Foster

31. I Will Follow (The Shit Hits the Fans) 
Is this most important cover in Replacements history? History says it might be. Let’s examine the so-called “co-incienials” between Bono and Westerberg. First: They are both from cold cities. Second: They both say they will follow 3) They never follow 4) The Kennedy Connection 5) They both know that Pete Best wrote “the Octopus Garden.” But they couldn’t roll against the changes like Bob Seger always said. It was just that night. Having said that, the U2 version was the inspiration for “Kids Don’t Follow,” so go read about that instead: It’s #14 on our ranking of all the ‘Mats original songs.
-Patrick Foster

30. Route 66 (Pleased To Meet Me expanded edition)
An R&B standard. The ‘Mats covered it true to the original except for the keyboard plink at the end – nobody changes a lyric or goes “Papi the Clown” to make it interesting or unique. If you want a more original cover of this song, I’d recommend the Cramps. A must-have for those who must have the entire Replacements catalog.
-B.J. Bonin

29. 20th Century Boy (Let it Be expanded edition)
One of the band’s clear influences was the pile-drive, fuzzed-out aspect of glam rock, and on this bonus track, they plow through a T. Rex classic. You can feel them chomping at the bit to find a little something more in the chord structure and lyrics, but they bite hard and play it straight for a change. A minor pleasure, but nothing more. 
-Patrick Foster

28. I’ll Be There (The Shit Hits the Fans)
A chaotic but heartfelt rendition of the Jackson 5 mega-hit. There are many other covers of this song, but none with the kind of “divorced dad in a karaoke bar” energy that Paul brings to it. This track does include, at the end, the famous statement “By the way, we’re the Surfaces, from Chicago,” which has been quoted by every indie band worth their salt. 
-Thomas Nord and Patrick Foster

27. Busted Up (Songs for Slim)
This is one of two Slim Dunlap originals on this benefit EP, but it’s not a particularly original musical idea. It’s blues by way of New Orleans, with a Bo Diddley beat, call-and-response vocals, and some Fats Domino-esque piano. Paul and Tommy certainly don’t sleepwalk through the performance, but it’s not the kind of music they normally would make. It shows.
-Justin Steiner

26. (We’re Gonna) Rock Around the Clock (Stink expanded edition)
Bill Haley and the Comet’s proto-rock ‘n’ roll nugget gets exhumed and kicked around by the boys, who manage to (a) replace the word “rock” with “stink” and (b) stretch that original tight ending into something suitably sloppy and self-indulgent. Imagine a world where this version was the original theme song for “Happy Days.”
-Will Pfeifer

25.Everything’s Coming Up Roses (Songs for Slim) 
The band here is Paul and Tommy plus guitarist Kevin Bowe and drummer Peter Anderson, so the ‘Mats in name if not really spirit. This cover of a Stephen Sondheim/Jule Styne chestnut ends the benefit project for Slim Dunlap’s medical expenses with a perverse uplift. Who else but Paul would think of “Everything’s Coming Up Roses” when pondering the fate of a former bandmate who suffered a major stroke? Never say never, that’s why. 
-Patrick Foster 

24. Another Girl, Another Planet (All for Nothing/Nothing for All)
The band had probably known this tune as long as they had known Peter Jesperson — it’s the kind of classic power pop (the Only Ones) that he adored and turned the band onto. This version captures the spirit, though it feels oddly lacking in context, tacked onto the end of a second disc of a rarities/greatest hits package released in 1997. If you saw ‘em play it live, treasure that version. If you didn’t, this will suffice. 
-Patrick Foster

23. Ye Sleeping Knights of Jesus (The Shit Hits the Fans)
Just a nice little Robyn Hitchcock ditty. The ex- Soft Boys man was pretty popular on college radio in the mid-’80s. The Mats surely heard this as they cruised across America. He would even release a record on Twin/Tone as the decade crawled to a close. One of their more inspired cover choices. 
-Patrick Foster 

22. Radio Free Europe (The Shit Hits the Fans)
It’s only appropriate that the ‘Mats opted to cover R.E.M. on their ramshackle 1985 official cassette-only bootleg. For one, R.E.M.’s Peter Buck famously guested on the Replacements’ breakthrough single “I Will Dare,” and the bands were kindred spirits of sorts. If R.E.M. was our generation’s Beatles, the ‘Mats were our Stones. In this live version of “Radio Free Europe” that runs a brief 1:27 before petering out, Paul takes Michael Stipe’s mumble-singing to the extreme, but it doesn’t matter. It rocks. I’d argue that it might be better than R.E.M’s cover of Aerosmith’s “Toys in the Attic.”
-Craig Rosen

21. Jailbreak (The Shit Hits the Fans)
Episode 42 of Rockin’ the Suburbs says all we have to say about this song.

20. Nowhere Man (For Sale: Live at Maxwell’s 1986)
So Paul’s a John guy. Not surprising. His voice isn’t quite up to the task of the high notes, but it’s an endearing cover nonetheless.
-Jim Lenahan

19. Takin’ Care of Business (The Shit Hits the Fans) 
This is a rumbling, rambling cover of BTO that is well-suited to the ‘Mats style. Too bad Paul isn’t much interested in singing the chorus; otherwise this would be a solid cover. They actually maintain interest for nearly two minutes, which is saying something amid the chaos of Shit.
-Patrick Foster

18. Breakdown (The Shit Hits the Fans) 
More Boz Scaggs. This one is appropriately Scaggy. Oh wait, this is actually Tom Petty’s “Breakdown.” Sung in a strange accent, the ‘Mats version is pretty decent and includes the modified lyrics Something inside you / Is like a sour horse doo. It’s a shame they stop playing around 1:20 mark; they had something cooking. 
-Patrick Foster

17. Jungle Rock (All for Nothing/Nothing for All)
Not a bad cover of the 1958 Hank Mizell classic, but as is the case with a lot of ancient rock ‘n’ roll, there’s an underlying sense of menace in the original that’s harder to capture than it looks — even though the Replacements were probably wilder than Mr. Mizell (or the animals portrayed in the song, for that matter). It is fun to hear city boy Paul sing about chimps, gators and hippos.
-Will Pfeifer

16. No More Moon Shines on Lorena (The Shit Hits the Fans)
Another song that A.P. Carter “wrote.” Carter’s song collecting methods are not unlike the methods the ‘Mats must have used to choose covers: just whatever they happened to stumble across. That said, the Shit version is most likely based on Alex Chilton’s take on the tune on his very insane (and insanely great) 1979 album, Like Flies on Sherbert.
-Patrick Foster

Inspirational. Chilton’s insane (and insanely great) 1979 LP.

15. I’m Not Sayin’ (Songs for Slim)
Leave it to Paul to mine a hidden rock song from Gordon Lightfoot’s folk catalog. If you can overlook the douchebaggery of the song’s protagonist, it’s a solid romp.
-Jim Lenahan

14. Temptation Eyes (Let it Be expanded edition)
It may have been no more than a goof or a warm-up to get decent levels for a day’s recording, but there is real affection in the band’s take on this 1970 Grass Roots single. It’s the kind of AM radio tune that’s an essential part of the Westerberg songwriting DNA, and they deliver a sprightly run-through. The vocals are a bit ragged, but not without charm. 
-Patrick Foster

13. Tossin’ and Turnin’ (Pleased to Meet Me expanded edition)
The sessions in Memphis for PTMM were the only time the ‘Mats really recorded as a trio, and it allowed the remaining members to stretch out a bit. It also provided ample space for producer Jim Dickinson to jump in. One imagines it was the legendary studio scamp who suggested this nugget. The original, recorded by Bobby Lewis, spent the most time at No. 1 during 1961, a period when there was supposedly no rock ‘n’ roll. The ‘Mats infuse their version with enough verve to suggest they could have spent a few nights playing oldies in a Memphis dive and locals might never have known who they were watching. 
-Patrick Foster

12. Lost Highway (Songs for Slim)
This may not be a full-on Mats track, but it is in all but detail. There is plenty of Hank Sr.’s bleary-eyed regret and pain spilling out from every second. A fitting tribute to a host of fallen men, from men who saw plenty of falls in their time. 
-Patrick Foster

11. The New World (The Shit Hits the Fans)
Must have been a contemporary hit at the time (or thereabouts) and Paul gets into it starting right from the “Gary, Indiana” line. They grow into this X song, churning into a smoky groove. Paul displays his propensity for not wanting to sing a hooky chorus. Pretty good, despite the 45 seconds of chatter and silence at the end. 
-Patrick Foster

10. Cool Water (Pleased to Meet Me expanded edition)
The lonesome western classic was first recorded by the Sons of the Pioneers on March 27, 1941, but it provides the link to Tommy’s current side gig with his uncle Chip Roberts as Cowboys in the Campfire. A weird but telling bonus track.
-Patrick Foster

Some things never change. Tommy (left) and Chip, Cowboys in the Campfire. (Photo: Cowboys in the Campfire Facebook)

9. Heartbeat — It’s A Lovebeat (Let it Be expanded edition) 
As with “Temptation Eyes,” the original is pure ‘70s AM radio pop trash, with an emphasis on trash. You can practically feel the ‘Mats delight in crushing the wimpy DeFranco Family — one of the few groups that could make Donny Osmond seem tough — under their boots and grinding this tune into the brown Minneapolis snow. One of the most delightful Let it Be bonus covers.
-Patrick Foster

8. Cruella Deville (All for Nothing/Nothing for All)
Much better than expected results come from having a grungy poet cover a Disney standard about the iconic female villain from 101 Dalmatians. A confident Paul goes all raspy describing the infamous dog-hating “cruel devil” of a woman for this jazzy burlesque number. Think “Nightclub Jitters” minus the jitters, in full bar-band sound that unfortunately fades out too quickly.
-James Petrillo

7. Left in the Dark (The Shit Hits the Fans) 
It’s a recurring thrill for fans of the Vertebrats, one of the greatest musical products of the twin cities — Champaign-Urbana, that is — to have this song included on such an esteemed collection. The ‘Mats obviously know it and love it. Might be the best thing on this tape of Shit
-Patrick Foster

6. Gudbuy T’Jane (Don’t Tell a Soul expanded edition)
The real gem in the DTAS bonus bin is the band’s collaboration with Tom Waits, “Date to Church,” but this Slade cover is a close second. Like they had done with “20th Century Boy” years earlier, the ‘Mats grind into this glam classic — a No. 2 UK hit in 1972 — like they’d been playing it since 1979. Which they may have been. Fits hand in glove. 
-Patrick Foster

5. Hey Good Looking (Stink expanded edition)
This live take on the Hank Sr. classic is trebly, intimate and desperate. There aren’t many ‘Mats cover takes that sound this good. In fact, this might be the best one they ever did. The staggered ending is absolutely filthy. 
-Patrick Foster

Bonus cover tracks! (Image: Patrick Foster archive)

4. Radio Hook Word Hit (Songs for Slim)
Although billed as the Replacements, this cover of a Slim Dunlap song is all Chris. Not inclined to get back with Paul but still wanting to contribute to this 2013 benefit EP, Chris sings and plays the instruments, and the result is a moody, shuffling rocker with a wickedly manic lead guitar.
-Jim Lenahan

3. Baby Strange (For Sale: Live at Maxwell’s 1986)
“A one and a two and a boppity boppity boo,” Paul counts off (faithfully to the original) as the band launches into a hyped-up version of this T. Rex glam tune, the first of three consecutive covers on this set. It’s one of the best surprise live songs you’ll hear from the band, until …

2. Hitchin’ a Ride (For Sale: Live at Maxwell’s 1986)
… the next one. This Vanity Fare bubblegum pop song-made-electric guitar rocker is so full of joyful energy that you’ll want to play it on repeat, blare it out the car windows, and forcibly make your friends listen to it.
-Jim Lenahan

1. Black Diamond (Let it Be)
If you’re a KISS fan like me, you know “Black Diamond” as the rather desultory closer from the band’s 1973 debut. Or maybe even fans don’t know it that well, because even for KISS, it’s a heavy-handed portrait of the NYC streets. When the Replacements’ take it on, the song is elevated into something far more eloquent and pleading. And just the fact that an indie band would stoop so low as to include a KISS cover — and a deep cut from their first album at that — and treat it so seriously, elevates it to a position of high art. 
-Patrick Foster

2 thoughts on “Every Cover Song The Replacements Ever Released — Ranked!

  1. I’m Not Saying was also covered by Nico in her pre-VU days and is likely how they came across it. A truly great cover was their version of “Heart of Stone” by the Stones. I have it on a Minneapolis 1985 cassette boot. (I assume it was summer since you can hear a fan blowing in the background.) It holds together just barely and Bob’s guitar solo is a classic mess.

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